ImageONE Co., Ltd. entered into a basic agreement to acquire Sou Innovation Co., Ltd.
January 20, 2020
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ImageONE Co., Ltd. (JASDAQ:2667) entered into a basic agreement to acquire Sou Innovation Co., Ltd. on January 21, 2020. ImageONE issues shares to acquire Sou Innovation and Sou Innovation will become wholly owned subsidiary of ImageONE after completion of this transaction. For the year ended September 2019, Sou Innovation reported net assets of ¥126 million, total assets of ¥915 million, sales of ¥50 million, operating loss of ¥79 million, ordinary loss of ¥84 million and net loss of ¥61 million.
Board of Directors of both companies approved by the Basic Agreement on January 21, 2020. Conclusion of share exchange agreement is planned in February 2020. Board of Directors of ImageONE approving share exchange agreement is planned in February 2020. Extraordinary General Meeting of Shareholders for Share Exchange Approval by Sou Innovation is planned in February 2020. And the Share exchange date is planned in March 2020. As of April 28, 2020, Board of Directors of ImageONE approving share exchange agreement is planned in September 2020. Extraordinary General Meeting of Shareholders for Share Exchange Approval by Sou Innovation is planned in September 2020. As per announcement of August 25, 2020, approval of share exchange agreement from Board of Directors of ImageONE and Extraordinary General Meeting of Shareholders for Share Exchange Approval by Sou Innovation is extended to March 2021. Transaction is expected to complete in October 2020. Transaction is expected to complete in April 2021. As of April 28, 2022, Shares exchange agreement signed will be changed from March 2022 to March 2023, Share Exchange Agreement Approval Board of Directors will be changed from March 2022 to March 2023, Share Exchange Approval Extraordinary will be changed from March 2022 to March 2023 and the excepted closing date will be changed from June 2022 to June 2023.
ImageONE Co., Ltd. is a company engaged in the medical imaging business and satellite imaging business. The Medical Imaging segment is engaged in the provision of picture archiving and communication systems (PACSs), as well as the provision of remote diagnostic imaging support and maintenance services. The Satellite Imaging segment is involved in the sale of satellite image data, the integration of terrestrial reception station systems, the sale of image-related software and hardware, as well as the provision of space information derived from the analysis of satellite image data, among others.